MOTORCYCLING NSW LIMITED GENERAL MEETING
CONDUCTED ON LINE WITH WEBEX
The online meeting started at 7.05pm with Life Member Keith Davies as host.
Other directors present: B McGlinchy, K Beck.
There appeared to be at least 30 participants including Peter Goddard and Peter Doyle from MA.
The conduct of the meeting was ably assisted by Lauren Werrin from the MNSW office.
(Since the last newsletter, all of the former MNSW board have resigned. Kate Beck was appointed as a director at the board meeting on 26th May. Life Members Keith Davies and Bob McGlinchy were invited to join the MNSW board as appointed directors by former President Tim Sanford before most of the old board resigned. The date of their appointment is unclear, as there have been no board minutes since 8 June. Keith and Bob were required to maintain a quorum on the board. The three appointed directors are presently running the company until a new board is elected).
This meeting had me completely confused. The meeting agenda originally listed for 12 August was the continuance of the Annual General Meeting, followed by the State Delegates Meeting.
A later agenda received described the 12th August meeting as a General Meeting. The agenda stated the meeting was called to restore the member's confidence in the board. It also included 8 motions for consideration. These were each discussed during the meeting. When the meeting started the members of the board were introduced and then preceded directly to the motions. The minutes of previous meetings were not read, nor were there any of the usual sports committee reports or financial report.
Motion 1.1: To confirm current directors Kate Beck, Robert McGlinchy and Keith Davies as the interim board of MNSW.
Results: In favour: 23, opposed: 0.
Motion 1.2: To cancel all current election ballots being conducted by the previous MNSW board. Results: in favour: 24, opposed: 0.
Motion 1.3: To request that the MA Federation Nominations Committee conduct a recruitment process for candidates for all 5 elected MNSW directorships, to rate candidates and deliver to the MNSW board, (and) to publish to the MNSW membership a short list of qualified candidates. Results: in favour 25, opposed: 1.
Motion 1.4: That each of the 5 elected directorships (shall) be specified as, respectively, 1, 2, and 3 year terms to facilitate the staggered rotation provisions of the constitution.
Results: in favour: 23, opposed, 0.
Motion1.5: That the interim MNSW board be authorised to conduct an election ballot on the basis of the (MA) Nominations Committee's short list, noting that the short list is a recommendation only, and that other candidates may nominate for election. Results: in favour: 23, opposed: 0.
Motion 1.6: That the remaining director and the newly elected 5 directors then may make 1 appointment to the board from the Nominations Committee's short list.
Results: This motion was withdrawn.
Motion 1.7: That the member's motion dated 27th May to dismiss the MNSW board be dismissed as it will have become redundant.
Results: in favour: 27, opposed: 0.
Motion 1.8: That the 2021 MNSW AGM be declared closed.
Results: in favour: 27, opposed: 0. All these motions were hotly debated by various members, as well as receiving advice from the MA representatives.
No report was presented, nor was it supplied with the agenda.
There were complaints that previous financial reports were unreliable, if not deliberately misleading. Some income figures did not distinguish between grants from government and from company funds. Some figures were shown on a cash basis, while others were shown on an accrual basis.
RACE PACE Vs MNSW COURT CASE: A hearing date for the Supreme Court case brought by former MNSW director Michel Constantinou against MNSW has had the dates 22nd to 26th November listed.
A motion to allow for Email voting for MNSW elections was requested. There was quite a strong support for this motion, as many country clubs have difficulty with mail deliveries.
The motion was deferred, as it would require a change to the constitution.
Former CEO Dave Cooke (representing Nowra club) moved that an investigation into the former MNSW board be held, claiming that the company had been operating contrary to the constitution, had deliberately lied to members at the AGM, had lost over $500,000, and suggested that there may be criminal offences.
The motion was seconded by D. Morrisey, and supported by Peter Goddard and former director Michel Constantinou.
Result: in favour: 21, opposed: 2.
A delegate asked if competition licences would be extended for the period of the Covid 19 lockdown, when riders are unable to compete.
Keith replied that they were consulting with MA, and also considering other financial assistance to clubs.
A delegate moved that the on line meetings be continued after the Covid lockdown is over, possibly alternating with face to face meetings. They would also like to have all delegates able to join the on line meetings.
Results: in favour: 18, opposed: 3.
Meeting closed: 9.25.
I'm not sure what to think of the current situation. There are all sorts of allegations circulating of mismanagement by the former board, from criminal activities to jobs for the boys, selling assets without getting tenders, misleading financial reports, hiring and firing staff, contracting out services, etc. My opinion is that the criminal activities are unlikely. I think that it is more likely the board became overwhelmed by the problems which arose when the Covid crisis started in 2020 and it started taking short cuts. The board needed to stop the haemorrhaging of cash in view of the long term expectation of the Covid restrictions.
Some of their actions, such as making the position of CEO redundant were, I believe, misguided. It may have saved money in the short term, but has caused ongoing problems since. A better alternative would have been to appoint a voluntary CEO, or even a part time position.
But some of the board decisions certainly saved many clubs from financial problems with the waiving of debts and allocating grants, as well as distributing government support. Later it became apparent that it lost touch with the long term history of MNSW and tried to amend the constitution to a more commercial operation, but in doing so, has not only been acting contrary to the present constitution, but also broken good governance principles, by taking over much of the management of the company. The lack of reliable information coming from the board has only added to the member's concerns.
So where to from now? The interim board will call for nominations for 5 directors. When the nominations are received they will be forwarded to the MA Federation Nominations Committee, who will consider the applicant's skills and experience and make a list of recommended candidates. The MNSW board will prepare the ballot papers and forward them to clubs and Life Members, together with the candidate's resumés and the recommendations from MA. The completed ballot papers are to be returned by mail to the scrutineers, (probably the MNSW accountants). An Extra Ordinary Meeting will be called to declare the results of the elections. The newly appointed directors take over from the interim board. Meanwhile, the interim board must continue to supervise the running of the company in the (probably) same unconstitutional manner as before.
There will need to be a decision on whether to hire or appoint a CEO, leave the decision to the new board, or modify the constitution, which would require a Special General Meeting. There is the Supreme Court hearing coming up, the outcome of which is going to cost a lot of money, win, lose or draw. The board has put aside $130,000 just in case.
There are the ongoing negotiations with the government for the proposed land grant at Eastern Creek. There are already requests for debt relief from cash strapped clubs, and a motion to extend licences during lock downs was passed at the last meeting. And with the present state wide lock down, income will drop dramatically, but the overhead expenses will continue. There doesn't seem to be much room to reduce staff or increase income, unless they rented out the giant shed at Smithfield.
After the elections the new board will take over any of the above matters which are not completed, plus it can start the investigation of the alleged misdeeds of the previous board. It can reconsider amendments to the constitution, including a new relationship with private promotors, and the roles of the board and management. And this will be heaped on 5 new directors who quite likely will have little knowledge of the MNSW procedures. Who would like to take this job on? If you are really into solving intractable problems, get your resumé ready!
I suggest that this is a good opportunity to open up the proceedings of the board and introduce some transparency. This isn't a business where the shareholders rely on the director's decisions, sit back and wait for the annual dividend cheques to arrive. Members and clubs plan their events and holidays months and sometimes years ahead. So everyone needs to know of changes as soon as possible. There is no good reason why the board minutes can't be published on line immediately after the following meeting. They don't have to be confirmed by a delegates meeting, only accepted, after all, none of the delegates would have been at the board meeting. More information will allay member suspicions that something underhand is going on. A bit more explanation of why decisions have been made could minimise unwanted reaction later.
EASTERN CREEK PLANS:
Readers may recall reports in previous newsletters of a possible Government land grant at Eastern Creek for motorcycling activities.
It was hoped that the area would replace the nearby (leased) 23 acres Horsley Park Mini Bike facility and provide room for MX, speedway and dirt track circuits, and possibly a site for a new MNSW office. Originally the area was to be in conjunction with the construction of the new car speedway, presently nearing completion. Later we were told that as a result of a cost blow-out the bike facilities were deleted from the plans. Since then the Government has re-considered it's position and an area opposite the Drag way on the other side of Ferres Road is being considered.
The site is part of the Western Sydney Parklands and has been used as a waste disposal area years ago.
Between 2004 and 2010 I was a director of MNSW Properties Ltd. We had accumulated a lot of money from our transponder hiring business, rent from our property, and interest on our investments.
Our aims at that time were to find a property of at least 200 acres within 2 hours driving time from Sydney for competition use, and find a new office for MNSW, to replace the old house we owned at Harris Park. The Properties board had been negotiating with Blacktown City Council with the aim of getting some land in the Eastern Creek area for motorcycling use. Negotiations were looking so favourable, we put a $1,000 holding deposit on a spec building under construction which backed onto the Eastern Creek Road Race Circuit, to ensure that we had a local office. Discussions continued, but when the talks got to the Metropolitan Waste Authority, (the owners of the land), we were told that the land they were offering, a waste disposal area on the western side of Ferres road, it wouldn't be available for about 20 years, to allow for consolidation and settling of the fill. There were all sorts of other restrictions, such as no excavation on the site, only building up levels, building height maximum two floors, only raft slab construction, piping of methane gas, etc. I expect that most of these restrictions would still apply to any sites on the filled areas. We didn't get the land, and we lost our $1,000, but, here we are in 2021; and the twenty years will be up soon, so maybe something will happen this time. If the Master Plan is approved, the site could be available in two years. MNSW is presently working on their submission to the Government.
For full details & Master plan access: https://www.westernsydneyparklands.com.au/about-us/major-projects/current-projects/eastern-creek-motor-sports-hub/
This is a picture from the MNSW Newsletter edition xiii, vision/master plan. The Eastern Creek road race circuits are highlighted in the top left. The long straight line to the right is the Drag strip, with the oval car speedway along side. The area under consideration for bike use is shown between the drags carpark and the Eastern Creek line, (the long line of trees). There is a link to the whole government conceptual plan in the NMSW Newsletter.
HORSLEY PARK RIDER TRAINING PROGRAM On Saturday 19th June I was invited to a pilot session of an MNSW young rider training program called "Mini Bike Heroes", held at the MNSW Horsley Park Mini Bike facility. The program will consist of a 1 hour session a week for 10 weeks. MNSW supplies the bikes and all the protective gear. The sessions are held undercover in a large former chook shed, which has had the floor levelled, and fences, lights and security equipment installed. I must confess that I was very impressed with the program. Seeing children as young as 8 who had never been on a motorcycle before being trained to ride, and within half an hour riding around the circuit unassisted was quite exciting. The motto for the program is Safety, Skills, Fun, and from the ethusiasm of the kids, I'm sure that this type of program will be a source of competition riders in the future. If the program is deemed a success, MNSW has plans to install several shipping containers on the site to store the bikes and equipment. While the rider training was in progress in the shed, other juniors were practicing on the mini cross circuit. There was also a demonstration of electric trials bikes on another part of the site. The capability of these machines was quite surprising, and their complete lack of noise and smoke means that they could be used anywhere there is suitable land, or even indoors, without upsetting the neighbours with environmental problems.
The Mini Bike Heroes training area at Horsley Park. The bikes supplied for absolute novices are automatic. Only two riders are permitted on the track at one time. At the recent MNSW meeting we were informed that the board had requested an extension of the lease for the Horsley Park site from the Western Parklands Trust for at least 6 years; it has been renewed to August 2023, and will be reconsidered then. Long before then we should have a decision on the application for land at Eastern Creek.
Despite the short term lease, MNSW is presently preparing to upgrade the fencing on the property to try to improve security. There were some complaints aired during the online meeting over lack of consultation between MNSW and the 2 clubs which use the venue, including relocation of various equipment and claims that the recently installed toilet facilities were inadequate for club days with crowds of up to 400. That's another problem for the new board to solve! How much money should we invest in a property with only a 2 year lease?
Maybe the present lock down is an opportunity to carry out maintenance on your bike. Get vaccinated if possible, stay safe and be ready for the relaxation of lockdown restrictions to get back to racing!
Regards ........Dave E